In short
- Your signed proposal sets out the scope, price and timeline. These terms fill in the rest.
- Projects are paid 40% upfront, 40% at an agreed milestone and 20% at launch. Retainers are paid monthly in advance.
- Prices are in euro and exclude VAT (19% in Cyprus) and ad spend.
- Once you have paid in full, the final work we created for you is yours.
- We promise expert, diligent work, but nobody can honestly guarantee rankings, approvals or results.
Acceptance of these terms
These terms and conditions govern your use of our website, theadverve.com, and the services we provide. By using the website, you accept the terms that apply to website use. By signing a proposal, statement of work or order with us (a “Proposal”), or by paying our deposit or first invoice, you accept these terms in full for that engagement.
Each engagement is made up of the Proposal and these terms (together, the “Agreement”). If the Proposal and these terms conflict, the Proposal wins.
Our services are offered to businesses and professionals acting for purposes related to their trade, business or profession, not to consumers. In these terms, “you” means the business or organisation that engages us, or the person using our website.
About us
This website and our services are provided by ADVERVE LTD (“ADVERVE”, “we”, “us” or “our”), a company registered in Cyprus.
- Legal name
- ADVERVE LTD
- Registration number
- HE 499594
- Registered address
- 1 Anastasiou Sioukri & Olympion, Themis Tower, Office 3, 3035 Limassol, Cyprus
- info@theadverve.com
Using our website
You may use our website for lawful purposes only. You must not:
- attempt to gain unauthorised access to the website, its server or any connected system, or interfere with how it works;
- introduce viruses, malware or any other harmful code;
- use automated tools to copy, scrape or harvest content from the website without our written permission; or
- use our contact form to send spam or unlawful, offensive or misleading content.
The content of our website is general information about our services, not professional advice for your situation. Prices on the website are indicative, are shown in euro and exclude VAT; they become binding only when set out in a signed Proposal. We may update, suspend or withdraw any part of the website at any time.
Links to third-party websites are provided for convenience. We do not control those websites and are not responsible for their content or their privacy practices. How we handle personal data is explained in our Privacy Policy and Cookie Policy.
Our intellectual property
The website and its content, including text, designs, graphics, images, video, code, our name and our logo, belong to us or our licensors and are protected by copyright, trade mark and other intellectual property laws. You may view and print pages for your own reference, but you may not copy, reproduce, adapt or republish any of it for commercial purposes without our written permission.
Proposals and engagements
Proposals and scope
Before we start, we send you a Proposal describing the scope, deliverables, timeline, fees and payment schedule. Unless it says otherwise, a Proposal is valid for 30 days. Work outside the agreed scope is not included in the agreed fees.
Change requests
Priorities change, and that is fine. If you want to change the scope, ask us in writing (email is enough). We will tell you the impact on fees and timeline, and we will only go ahead once you approve the change in writing. Approved changes become part of the Agreement.
Feedback and approvals
Our process includes review points where we need your feedback or approval, and the number of revision rounds is set out in the Proposal. Please give consolidated feedback from your decision-maker within 5 business days. If you approve a stage, later changes to it count as change requests. If we hear nothing within 10 business days of delivering a stage, we may treat it as approved so the project can keep moving, and we will remind you before we do.
Timelines
Timelines are estimates based on receiving content, access and feedback on time. If inputs from you arrive late, the timeline moves accordingly, and if a project is paused for more than 30 days at your request or because of delays on your side, we may need to reschedule it around other commitments.
Fees and payment
Prices
- All prices are in euro (EUR) and exclude VAT. We add VAT at the applicable rate, currently 19% in Cyprus. For business clients in other EU countries with a valid VAT number, the reverse-charge mechanism may apply instead.
- Prices exclude advertising and media spend (for example, your Google Ads budget). Ad spend is paid by you directly to the platform, or recharged at cost if agreed in the Proposal.
- Unless the Proposal says otherwise, prices also exclude third-party costs such as software licences, themes and plugins, stock media, fonts, hosting, domains, app store developer fees and travel. We will get your approval before incurring any of these on your behalf.
Projects
Unless the Proposal says otherwise, project fees are payable in three instalments:
- 40% deposit before work starts. Paying it secures your place in our schedule.
- 40% at the milestone set out in the Proposal (for example, design approval).
- 20% at launch or final delivery. If launch is delayed for more than 30 days after we deliver launch-ready work, for reasons outside our control, this final payment becomes due anyway.
Retainers and Growth Partnerships
- Retainers are invoiced monthly in advance and must be paid before the month they cover begins.
- Each retainer has a minimum term: 3 months for Ignite, 6 months for Accelerate, and as set out in the Proposal for Dominate and other retainers.
- After the minimum term, a retainer continues month to month until either of us ends it with 30 days’ written notice. Notice may be given during the minimum term, but takes effect no earlier than the end of it.
- Unused hours or deliverables in a month do not roll over unless the Proposal says so.
Invoices and late payment
Unless the Proposal or invoice says otherwise, invoices are payable within 14 days of the invoice date, by bank transfer to the account shown on the invoice. If you dispute part of an invoice, tell us within 7 days and pay the undisputed part on time.
If an invoice is paid late, we may charge interest on the overdue amount from the due date until payment, at the statutory rate under the Cyprus law on combating late payment in commercial transactions (which implements EU Directive 2011/7/EU), together with the fixed compensation and reasonable recovery costs that law allows. If an invoice remains unpaid 14 days after we send you a written reminder, we may pause work until it is settled, and timelines will move accordingly.
Your responsibilities
Great results need a good partnership. You agree to:
- name a decision-maker and provide content, materials, information and feedback on time;
- give us the access we need, such as to your website, hosting, analytics, Google Ads, social media or app store accounts, and keep ownership of those accounts in your business’s name;
- make sure that everything you supply (text, images, logos, data, product claims) is accurate, lawful, and owned by you or properly licensed, and that we may use it for the work;
- comply with the laws that apply to your business, including providing your own privacy policy and cookie consent on your website, and making sure your products, offers and advertising claims are lawful and can be substantiated;
- review and test deliverables before you approve them; and
- keep your own backups of your data and content.
You will compensate us for losses, costs and claims we suffer because materials or instructions you provided infringe someone else’s rights or break the law.
Third-party platforms
Much of our work runs on platforms we do not control, such as Google Ads, Google Search, Meta, the Apple App Store, Google Play, hosting providers, content management systems and payment providers. Your use of these platforms is subject to their own terms and policies, which can change at any time. In particular:
- Advertising is subject to the Google Ads policies and the platform’s review. Platforms decide whether ads, keywords or accounts are approved, limited or suspended. We follow their policies and help you resolve issues, but cannot guarantee approval.
- Apps are subject to Apple’s App Store Review Guidelines and Google Play’s policies. We build to those guidelines, but approval, review times and featuring are decided by Apple and Google, and we cannot guarantee them.
- Search rankings are decided by search engines’ algorithms. We do not guarantee any particular ranking, position or traffic level.
Money paid to platforms, including ad spend and developer fees, goes to them, not to us, unless your Proposal says we pay platforms on your behalf and recharge you at cost. Either way, once it has been spent we cannot refund it. We are not responsible for platform outages, policy or algorithm changes, or decisions taken by platforms.
No guaranteed results
We commit to skilled, diligent work that follows recognised best practice. Marketing and digital outcomes, however (traffic, rankings, leads, conversions, return on ad spend, downloads or revenue), depend on many factors outside our control, such as your market, competitors, pricing, product, sales process and platform algorithms. Forecasts, projections and estimates we share are good-faith indications, not promises, and no specific result is guaranteed unless the Proposal expressly says so.
Ownership of the work
- Transfer on full payment. Once you have paid all fees due under the Agreement in full, we assign to you the intellectual property rights in the final deliverables we created specifically for you, such as final designs, written content, edited videos and custom code. For website, app and software projects, this includes the source code and design files.
- Licence until then. Until full payment, we grant you a limited, non-exclusive licence to use the deliverables for the purposes of the engagement, including launching them. We may suspend this licence if a payment is overdue. Ownership transfers to you on full payment.
- Our tools and know-how. We keep ownership of our pre-existing materials and general know-how, including frameworks, code libraries, components, templates and processes. Where they form part of your deliverables, you receive a non-exclusive, perpetual, royalty-free licence to use them as part of those deliverables.
- Third-party materials. Fonts, stock media, plugins and open-source software remain subject to their own licences, which we will tell you about where relevant.
- Raw footage and working files. Raw footage, project files and other working files (such as drafts and unused concepts) are handed over on request, or as set out in the Proposal. We may charge a reasonable fee to cover their storage and transfer.
Portfolio and credit
We are proud of our work. Unless you ask us not to in writing, we may show the work we created for you, once it is public, in our portfolio, case studies, social media, pitches and award entries, and include a discreet credit link (for example, in a website footer). We will never disclose your confidential information, and you can ask us to remove a credit at any time.
Confidentiality and data
Each of us will keep the other’s confidential information confidential, use it only for the engagement, and share it only with people who need to know it and are bound by similar duties. This applies during the engagement and for 3 years after it ends. It does not apply to information that is or becomes public through no fault of the recipient, was already lawfully known to the recipient, is independently developed, or must be disclosed by law.
Where we process personal data on your behalf (for example, your customers’ data in an ad account, CRM or analytics property), we do so as your processor under a data processing agreement that meets Article 28 of the GDPR and forms part of the Agreement.
Warranties
We will perform our services with reasonable skill and care, in line with good industry practice. For website, app and software projects, if you report a defect in our code within 30 days of launch, or within the longer support period set out in your package or Proposal, we will fix it free of charge. This does not cover issues caused by changes made by others, third-party updates (such as browser, operating system, CMS or plugin updates), or your hosting environment.
Our website is provided “as is”. We work to keep it accurate and available, but we do not guarantee that it will be uninterrupted, error-free or always up to date. To the extent permitted by law, all warranties not set out in the Agreement are excluded.
Limitation of liability
Nothing in these terms limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot be limited or excluded under Cyprus law.
Subject to that:
- we are not liable for any indirect or consequential loss, or for loss of profit, revenue, business, opportunity, goodwill or data, or wasted ad spend, however it arises;
- we are not liable for the decisions or failures of third-party platforms (for example, ad disapprovals, account suspensions, app rejections or ranking changes); and
- our total liability arising from or in connection with an engagement, whether in contract, tort (including negligence) or otherwise, is limited to the fees you paid us under that engagement in the 3 months before the event giving rise to the claim.
To the extent permitted by law, we are not liable for any loss arising from use of, or reliance on, the content of our website.
Term and termination
- For breach. Either of us may end the Agreement by written notice if the other commits a material breach and does not fix it within 14 days of being asked to in writing, or becomes insolvent or stops trading.
- Retainers. Retainers can be ended with 30 days’ written notice, subject to the minimum term.
- Projects. You may cancel a project by written notice at any time. You then pay for work done up to the cancellation date and any costs we have committed to on your behalf. The deposit is non-refundable, as it covers reserving our team’s time and the initial work.
When the Agreement ends, all unpaid amounts for work done become due immediately. Ownership of deliverables transfers only for work that has been paid in full. We will hand back your access, materials and data in an orderly way, and the sections on ownership, confidentiality, liability and governing law continue to apply.
General
- Events beyond control. Neither of us is liable for delays or failures caused by events beyond our reasonable control, such as natural disasters, power or internet failures, platform outages, pandemics or government action. Payment obligations for work already done are not affected.
- Subcontractors. We may use carefully selected subcontractors to help deliver our services, and we remain responsible for their work.
- Independent parties. Nothing in the Agreement creates a partnership, joint venture or employment relationship between us.
- Transfer. Neither of us may transfer the Agreement without the other’s written consent, except that we may transfer it to a successor of our business.
- Notices. Notices may be sent by email to the addresses in the Proposal, or to info@theadverve.com for notices to us.
- Entire agreement. The Agreement is the whole agreement between us about its subject and replaces earlier discussions and proposals.
- Severability and waiver. If any part of these terms is found invalid, the rest stays in force. Not enforcing a right straight away does not mean giving it up.
- Language. These terms are written in English. If they are translated, the English version prevails.
Governing law and courts
These terms, and any dispute or claim arising from or in connection with them, our website or our services, are governed by the laws of the Republic of Cyprus. Before going to court, we both agree to try in good faith to resolve any dispute through discussion for at least 30 days. If that does not work, the courts of the Republic of Cyprus sitting in Limassol have exclusive jurisdiction.
Changes to these terms
We may update these terms from time to time. The version published on this page applies to your use of the website. For an ongoing engagement, the version in force when you signed your Proposal applies, unless we both agree in writing to adopt a newer version. The “Last updated” date at the top of this page shows when the terms last changed.
Contact us
Questions about these terms? Contact ADVERVE LTD:
- info@theadverve.com
- Post
- ADVERVE LTD, 1 Anastasiou Sioukri & Olympion, Themis Tower, Office 3, 3035 Limassol, Cyprus
See also our Privacy Policy and Cookie Policy.